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Preliminary sale agreement template for Malta

Promise of sale agreement (konvenju)

The private writing in which the seller promises to sell and the buyer promises to buy at a fixed price within a fixed period, subject to conditions. The buyer pays a deposit and 1% provisional duty. A notary or advocate must notify it to the tax authority within 21 days, or it is not valid.

Use it when buyer and seller agree on the price and want to bind each other before the final deed. Almost every Maltese sale of an existing home goes through a promise of sale. Ask the notary who will publish the final deed to draft it or to review this draft before you sign, because the notary must notify it and must rely on its terms. A buyer who needs a loan, an architect's survey or an AIP permit should sign only once those conditions are in the text.

Reviewed October 28, 2026. Not legal advice. Have a notary or lawyer check your case before you sign.

Key facts

Applies to
Malta and Gozo
Notice to the tax authority
Within 21 days of signature, or the promise is not valid (Cap. 364, art. 3(6); S.L. 364.06, rule 10).
Provisional duty
20% of the duty due on the deed: 1% of the higher of price and market value at the standard rate (Cap. 364, art. 3(6)).
Provisional duty credit
The buyer pays it, and it is set off against the final duty (S.L. 364.06, rule 10(6)).
Stamp duty on the deed
5% of the higher of price and market value, paid by the buyer (Cap. 364, art. 32(1); MTCA).
Duty reliefs
Reliefs apply to a first-time buyer and to a sole ordinary residence.
Validity
The period agreed. Without one, 3 months from when the sale could take place (Civil Code, art. 1357(2)).
Enforcing the promise
File a judicial intimation before the period ends, then a sworn application within 30 days of its expiry (Civil Code, art. 1357(2)).
Deposit
Not fixed by law. 10% of the price is customary.
Earnest (caparra)
If the deposit is called earnest, either party can withdraw: the buyer loses it, or the seller returns double (Civil Code, art. 1359).
Valuation check
If the Commissioner's value exceeds the declared value by more than 15% of the assessed value, both parties receive an assessment.
Under-declaration penalty
The buyer pays additional duty of 20% of the duty assessed (Cap. 364, art. 10(2); MTCA).
Who needs an AIP permit
A non-EU citizen without long-term resident status, or an EU citizen with under 5 continuous years in Malta buying a non-primary home.

The document

Promise of sale agreement (konvenju)

  1. 1.Parties

    1. 1.1

      This day, Date of the agreement. By virtue of this private writing there appear, on the one part, Vendor, hereinafter referred to as "the vendor",

      For each vendor and purchaser: full name, parents' names, place of birth, address, ID or passport number. A spouse in community of acquests must also appear.

    2. 1.2

      and on the other part Purchaser, hereinafter referred to as "the purchaser".

      If a party signs through an attorney, attach the power of attorney. If a company sells or buys, attach the board resolution that authorises the signatory.

  2. 2.Promise of sale

    1. 2.1

      The vendor promises and binds himself to sell and transfer to the purchaser, who promises and binds himself to purchase and acquire, the property described in the following clause, under the terms and conditions of this agreement.

  3. 3.The property

    1. 3.1

      The property consists of Description of the property, as shown on the plan attached to this agreement, together with all its rights and appurtenances.

      Describe it as in the vendor's title and the attached plan: name or number, street, locality, floor, boundaries, airspace and garage.

    2. 3.2

      The property is being sold Ground rent or other burden, with vacant possession, and together with the following movables: Movables included in the price.

  4. 4.Title and warranties

    1. 4.1

      The vendor declares that he acquired the property by How the vendor acquired the property, and warrants that the property is free from any hypothecs, privileges, burdens, servitudes and litigation, save as stated in this agreement.

      If a bank holds a hypothec, add that the vendor will have it cancelled from the price on the deed. For an inheritance, give the date of death.

    2. 4.2

      The vendor warrants that the property was built in accordance with the relevant development permits and that there are no pending enforcement notices or orders affecting it.

    3. 4.3

      The vendor shall warrant peaceful possession and the purchaser's title in terms of law on the final deed.

  5. 5.Price

    1. 5.1

      The price is Price in euros, in figures euro (Price in words euro), which the purchaser shall pay to the vendor on the final deed, less the deposit paid under this agreement.

  6. 6.Deposit

    1. 6.1

      On the signing of this agreement the purchaser pays a deposit of Deposit euro on account of the price, which deposit is held by Who holds the deposit, who acknowledges receipt.

      Pay by bank transfer or cheque, never in cash. The notary is safer than the vendor.

    2. 6.2

      The deposit is paid on account of the price and not by way of earnest, and article 1359 of the Civil Code shall not apply.

      Keep this clause. Without it, a court may read the deposit as earnest, which lets either party withdraw against the deposit or double it.

    3. 6.3

      If any condition of this agreement is not fulfilled for reasons not attributable to the purchaser, the deposit shall be refunded to the purchaser in full within fifteen days of a written request.

  7. 7.Validity of the agreement

    1. 7.1

      This agreement shall remain valid until Last day of validity of the promise, by which date the final deed of sale shall be published. The parties may extend this period only in writing, and any extension shall be notified to the Commissioner for Tax and Customs within twenty-one days.

      Allow time for the loan, searches and any AIP permit. 3 to 6 months is common. If the other party will not sign, file a judicial intimation before this date.

  8. 8.Conditions

    1. 8.1

      Optional

      This agreement is conditional upon the purchaser obtaining, by Date by which the loan must be approved, a loan of Loan amount euro from a bank or financial institution of his choice. The purchaser shall apply for the loan without delay and shall inform the vendor in writing if the loan is refused.

      Delete only if you pay from your own funds. Keep the bank's refusal letter as proof.

    2. 8.2

      This agreement is conditional upon the notary's searches and the Land Registry search, where applicable, showing that the vendor has good and marketable title and that the property is free from burdens not declared in this agreement.

    3. 8.3

      This agreement is conditional upon the property being covered by and in conformity with the relevant development permits, as confirmed in writing by the purchaser's architect.

    4. 8.4

      Optional

      This agreement is conditional upon the purchaser obtaining a permit under the Immovable Property (Acquisition by Non-Residents) Act (Cap. 246), and the vendor shall cooperate in the application.

      Keep it if the purchaser needs a permit under Cap. 246. Delete it for a property in a special designated area.

    5. 8.5

      Other conditions: Other conditions.

      For example works the vendor must finish, or furniture to remove.

  9. 9.Duty, taxes and costs

    1. 9.1

      The purchaser shall pay the provisional duty due on this agreement, the duty on documents and transfers due on the final deed, and the notarial fees and expenses of the final deed and of the searches.

      If you are a first-time buyer, tell the notary now. The relief needs a declaration on the deed and legal evidence to the Commissioner.

    2. 9.2

      The vendor shall pay the tax due on the transfer of immovable property under the Income Tax Act and the costs of cancelling any hypothec or privilege on the property.

    3. 9.3

      Estate agent: Estate agent and commission.

      Give the agency name, licence number, commission and who pays it. Check the agent's licence with the Property Market Agency.

  10. 10.Possession, condition and utilities

    1. 10.1

      The purchaser declares that he has seen the property, which is being sold in its present state, and the vendor shall deliver it on the final deed in the same state, fair wear and tear excepted, together with all its keys.

    2. 10.2

      The vendor declares that he has shown and delivered to the purchaser a valid energy performance certificate for the property.

    3. 10.3

      The vendor shall pay all water, electricity, ground rent and condominium contributions due up to the date of the final deed, and shall produce the last receipts on the final deed.

  11. 11.Notary and notification

    1. 11.1

      The final deed shall be published by Notary Notary who will publish the deed, whom the parties instruct to notify this agreement to the Commissioner for Tax and Customs within twenty-one days in terms of article 3(6) of the Duty on Documents and Transfers Act, and to carry out the necessary searches.

      The purchaser usually chooses the notary. Give the notary a signed copy on the day of signature. Ask for the confirmation that the notice was submitted.

    2. 11.2

      The parties shall give the notary all the documents and information needed for the notification, the searches and the final deed without delay.

  12. 12.Default

    1. 12.1

      If, all conditions having been satisfied, the purchaser fails to appear on the final deed without a valid reason, the vendor may retain the deposit by way of liquidated damages, without prejudice to his right to enforce this agreement in terms of article 1357 of the Civil Code.

    2. 12.2

      If, all conditions having been satisfied, the vendor fails to appear on the final deed, the purchaser may call upon the vendor by judicial intimation to carry out the sale in terms of article 1357 of the Civil Code, or demand the refund of the deposit together with damages.

      The intimation must be filed before the validity period ends. See a lawyer as soon as the vendor delays.

  13. 13.Signatures

    1. 13.1

      Read, approved and signed by the parties, each of whom retains a signed original. Signature of the vendor. Signature of the purchaser.

      Every owner and every buyer signs. Attach the plan of the property and the EPC.

Formalities

  1. Put it in writing. A private writing signed by each party is enough (Civil Code, art. 1233). Each party keeps a signed original.
  2. Within 21 days of signature, a notary or advocate notifies the promise to the Commissioner for Tax and Customs through the online portal.
  3. Without this notice, the promise is not valid (Cap. 364, art. 3(6)).
  4. The buyer pays the provisional duty within 10 days of the approval of the notice, or 21 days of the promise, whichever is later.
  5. An extension of the validity period needs a new notice to the Commissioner within 21 days of the extension (S.L. 364.06, rule 10(5)).
  6. Before signature, the seller must show and hand the buyer the energy performance certificate (EPC).
  7. The sale takes place later, by public deed before a notary. The notary pays the duty within 15 working days and registers the deed (S.L. 364.06, rule 2(1)).

Common mistakes

  • Signing a promise that nobody notifies within 21 days. It is not valid, and the deposit you paid is at risk. Get the notary's confirmation of the notice.
  • Letting the validity period run out. Unless you file a judicial intimation before the period ends, the seller is free. Agree and notify an extension in time.
  • Calling the deposit "earnest" (caparra) by mistake. Either party can then walk away against the deposit or double it. Write that it is on account of the price.
  • Paying the deposit straight to the seller with no terms for its return. Say who holds it and when it is refunded if a condition fails.
  • Signing without a loan condition, a title condition or a permit condition. If the bank refuses or the searches fail, you lose the deposit.
  • Declaring a price below the market value. Duty is due on the higher value, and a gap above 15% brings an assessment with a 20% penalty on the extra duty.
  • Forgetting the AIP permit for a non-resident buyer. A transfer that needs a permit and has none is null (Cap. 246, art. 4).

Legal basis

Sources

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